tender documents for «2806/0628-a» - «melbourne renewable ... · australia offers suppliers...

«2806/0628-A» - «Melbourne Renewable Energy Project»

1 Commercial in Confidence ©

26 October 2016

Tender Documents for

«2806/0628-A» - «Melbourne Renewable Energy

Project»



Contents Part A – Information for Tenderers 1 Invitation to Tender ...............................................................................................................................7

2 Procurement Agent ...............................................................................................................................7

3 Tender Documents ...............................................................................................................................8

4 Submission Requirements ....................................................................................................................8

5 Submission Details ...............................................................................................................................8

6 Enquiries ...............................................................................................................................................9

7 Definitions and Interpretation ................................................................................................................9

Part B - Conditions of Tendering

1 Information to be submitted and multiple offers ................................................................................. 11

2 Form and acceptance of Contract ..................................................................................................... 11

3 Non-compliances with Tender Documents ........................................................................................ 12

4 Non-Conforming Tenders .................................................................................................................. 13

5 Joint Offers ......................................................................................................................................... 13

6 Validity ............................................................................................................................................... 13

7 Addenda ............................................................................................................................................. 14

8 Timetable for the Tender ................................................................................................................... 14

9 Contents of Tender ............................................................................................................................ 14

10 Tender Closing Date and Time .......................................................................................................... 15

11 Late Submission Policy ...................................................................................................................... 15

12 Status of Tender ................................................................................................................................ 15

13 Procurement Australia's rights ........................................................................................................... 16

14 Variation of Tender Closing Date and Time ...................................................................................... 16

15 Evaluation of Tenders ........................................................................................................................ 16

16 Discounts ........................................................................................................................................... 19

17 Australian content .............................................................................................................................. 19

18 Environmental Sustainability .............................................................................................................. 20

19 Contact with the Tenderer ................................................................................................................. 20

20 Language, Units of Measurement and Monetary References ........................................................... 20

21 Discrepancies, errors and omissions in Tender Documents ............................................................. 20

22 Pricing ................................................................................................................................................ 20

23 Questions relating to the Tender ....................................................................................................... 20

24 Tenderers to inform themselves ........................................................................................................ 20

25 Confidentiality .................................................................................................................................... 21



26 Disclosure by Tenderers .................................................................................................................... 21

27 Conflict of interest .............................................................................................................................. 21

28 Security, Probity and Financial Checks ............................................................................................. 21

29 Unauthorised approaches to staff ...................................................................................................... 22

30 False and misleading claims .............................................................................................................. 22

31 Collusive arrangements ..................................................................................................................... 22

32 Limitation on liability ........................................................................................................................... 22

33 Responsibility for costs associated with participation in this Tender process ................................... 23

34 Online contract information ................................................................................................................ 23

35 Applicable law .................................................................................................................................... 23

36 Performance monitoring .................................................................................................................... 23

37 Change of registration status ............................................................................................................. 23

38 Change to the Tenderer ..................................................................................................................... 23

39 Tenderer's acknowledgements .......................................................................................................... 24

40 Agent of the Tenderer ........................................................................................................................ 24

41 Contact person for the purposes of these Tender Documents .......................................................... 24

42 Terminology ....................................................................................................................................... 24

Part C - Proposed Contract Terms

1 Contractual framework ....................................................................................................................... 29

2 Form of proposed Contract ................................................................................................................ 30

3 Key PPA Terms ................................................................................................................................. 30

Part D - Specifications

1. Overview of electricity demand .......................................................................................................... 32

2. Timing and Project LGC demand for each MREP Group member ................................................... 34

3. Pricing Model ..................................................................................................................................... 37

4. Project LGC ....................................................................................................................................... 39

5. Performance requirements ................................................................................................................ 39

Part E - Returnable Schedules

– Tenderer's Binding Offer ............................................................................................... 46 Schedule 1

– Contact Information ....................................................................................................... 48 Schedule 2

– Non-compliances ........................................................................................................... 49 Schedule 3

– Referees ........................................................................................................................ 51 Schedule 4



– Insurances ..................................................................................................................... 52 Schedule 5

– Letter(s) of acknowledgement letter from developer(s) ................................................. 53 Schedule 6

– Eligibility self-assessment ............................................................................................. 54 Schedule 7

– Project identification ...................................................................................................... 56 Schedule 8

– Project readiness ........................................................................................................... 57 Schedule 9

– Capability and Experience ............................................................................................. 61 Schedule 10

– Community and environmental management ............................................................... 63 Schedule 11

– Victorian / Local Community Economic and Promotional Benefits ............................... 66 Schedule 12

– Marketing and Communication ...................................................................................... 68 Schedule 13

– Service requirements, key financial assumptions, bid price and renewable energy Schedule 14

project financial model ................................................................................................................................ 69

– Additional value add ...................................................................................................... 70 Schedule 15

– Schedule of Addenda .................................................................................................... 71 Schedule 16

– Collusive Tendering Statutory Declaration .................................................................... 72 Schedule 17

– Developer's Letter of Acknowledgment ......................................................................... 74 Schedule 18

– Final Form PPA and associated documents ................................................................. 75 Schedule 19

Form of Direct Payment Deed .......................................................................................... 76 Schedule 20




Project»

Part A − Information for Tenderers



1 Invitation to Tender

You are invited to submit a Tender for the supply of electricity and large-scale generation certificates to

the MREP Group on the terms set out in these Tender Documents.

This procurement process is intended to support the development of the renewable energy industry,

regardless of Federal Government policy concerning the Renewable Energy Target. This in turn will

contribute towards reducing member’s reliance on fossil fuels to supply electricity.

The MREP Group consists of a group of 14 members that wish to undertake a collective procurement

process, representing a total of xx large accounts, xx unmetered accounts (i.e. street lighting) and xx

small accounts, as detailed in Part D. Members include Local Government, Universities, ASX listed

companies and State Government entities The MREP Group share a strong commitment to

environmental sustainability and community engagement.

The Successful Tenderer(s) will be required to enter into a standard form Green Electricity Retail Sale

Agreement (GERSA) with each member of the MREP Group for the purchase of both electricity and

large-scale generation certificates from a specified new build, utility-scale renewable energy project to be

connected to the National Electricity Market. The electricity and large-scale generation certificates will be

sourced by the Successful Tenderer(s) under a Power Purchase Agreement with a Developer of a

renewable energy project, which will be in a form, approved by the MREP Group which meets the

requirements set out in these Tender Documents. Primarily, the renewable energy project will be required

to be connected to the National Electricity Market (NEM) and must not rely on biomass fuel sources.

The MREP Group anticipates that each GERSA will be for a period of 10 years, with the option to extend

for a further three (3) years until December 2030 at the latest. The supply of electricity and LGCs, as well

as the ongoing management of the GERSAs, will be cost competitive, demonstrate superior value for

money and be conducted in a trouble-free manner with minimum involvement from group members. The

Successful Tenderer(s) will be committed to communicating the co-benefits associated with the Project.

This will include social and environmental co-benefits, as well as delivering reputational, marketing and

branding benefits to members of the MREP Group.

2 Procurement Agent

Procurement Australia has been engaged by the City of Melbourne Renewable Energy Purchasing Group

(MREP Group) to coordinate this Invitation to Tender.

Maps Group Limited trading as Procurement Australia is a public company, which negotiates and

facilitates contracts for common use goods and services on behalf of its members. Procurement

Australia offers suppliers targeted access to its membership base through its tender process and

marketing programs.

Any references in these Tender Documents and any subsequent contract documents relating to

Procurement Australia shall be deemed to refer to Maps Group Limited.



3 Tender Documents

The Tender Documents comprise the following Parts:

A. Information for Tenderers

B. Conditions of Tendering

C. Proposed Contract Terms

D. Specifications

E. Returnable Schedules

F. Customer electricity consumption and interval data

Any addenda to any of the above Parts of which Procurement Australia has advised Tenderers prior to

the Tender Closing Date and Time will also be deemed to form part of these Tender Documents, in

accordance with Part B - Conditions of Tendering, section 7.

A data file containing customer electricity consumption and interval data will be available for Tenderers.

Tenderers must have registered on the TenderLink website (www.tenderlink.com/procurementaustralia)

and accessed the «2806/0628-A» - «Melbourne Renewable Energy Project»

Respondents must then email [insert contact] with the subject line ‘Consumption Data – Melbourne

Renewable Energy Project’ to request provision of the data file. The data file will be transferred using the

Dropbox platform. Requesters are required to establish their own Dropbox account.

4 Submission Requirements

Tenderers are required to submit all information relevant to the assessment of their Tender in the order

specified in the “Submission Details” section below.

Submissions must be uploaded into the TenderLink website prior to the Tender Closing Date and Time in

the following formats:

MS Word for tables and text;

MS Excel for pricing schedules and spread sheets; and

Adobe pdf for general information.

Submissions lodged by hardcopy, facsimile, email or alternative electronic means (other than those

mentioned above) will not be considered.

5 Submission Details

Tenderers are required to submit:

a) all information relevant to the assessment of their Tender; and

b) any other information they consider relevant to their Tender.

This must include:

c) name and title of contact person in the Tenderer's organisation to provide further information if

required to assist with the evaluation process (see Part E – Returnable Schedules, Schedule 2);

d) information required to be provided as highlighted throughout the Specifications; and

e) the Returnable Schedules duly completed.

http://www.tenderlink.com/procurementaustralia



6 Enquiries

All enquiries in relation to the Tender Documents must be submitted using the online confidential forum

TenderLink.

TenderLink can be accessed using the following link: www.tenderlink.com/procurementaustralia

Select the «2806/0628-A» - «Melbourne Renewable Energy Project» tender and submit your question

to the forum.

Customer electricity consumption and interval data will be provided in accordance with the process set

out in section 3 of Part A.

Each Tenderer's question which is received prior to the closing time for questions (specified below) and

any reply by Procurement Australia, will be made available on TenderLink to all registered Tenderers,

without identifying the person or organisation who submitted the question.

Tenderers must post any questions to the forum on TenderLink by the day which is 10 working days

before the Tender Closing Date. Procurement Australia reserves the right not to respond to any question

or request, irrespective of when such question is received.

An individual Tenderer’s details are only available to Procurement Australia and the evaluation panel.

These Tender Documents may only be modified in accordance with the process set out in Part B -

Conditions of Tendering, section 7. No statement or written communication made by any staff member of

Procurement Australia or any other person will modify these Tender Documents except as provided in

that section.

Communications with staff of Procurement Australia or Advisers or consultants assisting Procurement

Australia or staff of MREP Group members who are engaged in this Tender, in relation to the Tender

Documents or the Tender process is not permitted during the Tender process except as provided in this

section 6. Procurement Australia staff may be contacted for the purposes of obtaining customer electricity

consumption data as provided for in Section 3. Communications with MREP Group members in the

ordinary course of business, other than for the purposes of this Tender (e.g. for the conduct of banking,

municipal services, etc.) is permitted. All enquiries after the Tender Closing Date and Time must be

referred to the persons named in Part B section 41.

Tenderers found contravening this condition may be excluded, at Procurement Australia discretion, from

this Tender process.

7 Definitions and Interpretation

Capitalised terms used in these Tender Documents have the meaning given to them in Part B -

Conditions of Tendering, section 42 unless provided otherwise.

In these Tender Documents, unless provided otherwise:

references to a Part or section are references to a Part or section of this Invitation to

Tender;

if a word or phrase is defined its other grammatical forms have corresponding meanings;

and

the phrases 'includes' or 'including' means including or including without limitation.





Project»

Part B − Conditions of Tendering



1 Information to be submitted and multiple offers

The Tenderer must submit the information specified in the Submission Requirements (Part A –

Information for Tenderers, section 4) and Submission Details (Part A – Information for Tenderers, section

5) by the Tender Closing Date and Time (see this Part B – Conditions of Tendering, section 8).

Failure to submit the required information by the Tender Closing Date and Time will lead to the Tender

not being considered. Procurement Australia and the evaluation panel may deem a Tender to have met

the submission requirements at its sole discretion and will allow a Tenderer to make minor corrections

and/or provide limited additional information for the purposes of compliance with the submission

requirements and submission details.

The Tenderer must supply all additional information requested by Procurement Australia during the

evaluation period. Failure to supply additional information may result in the Tender being excluded, at

Procurement Australia discretion, from this Tender process.

Tenderers may submit multiple offers provided that:

a) each offer is submitted as a separate Tender response; and

b) no more than 3 Tender responses from the same Tenderer may be submitted.

c) In the event that more than 3 Tenders are submitted, unless Tenderers advise Procurement Australia

to disregard a Tender, Procurement Australia will only accept the first 3 Tenders submitted. In the

event that Tenderers wish to advise Procurement Australia to disregard a Tender, Tenderers must

contact the officer name at section 41 of Part B on or before the Tender Closing Date.

Any additional offers (more than the 3 responses) will not be considered.

2 Form and acceptance of Contract

An overview of the contractual framework and proposed form of Contract are set out in Part C – Proposed

Contract Terms, sections 1 and 2.

Tenderers must submit as part of their Tender:

a) an irrevocable, unconditional binding offer for the Validity Period to enter into a Contract with each

member of the MREP Group, which offer must be in the form set out in Part E – Returnable

Schedules, Schedule 1;

b) a copy of the proposed PPA Terms between the Tenderer and the Developer included as Part E –

Returnable Schedules, Schedule 19, which:

i) may be subject to conditions precedent (including the execution of each Contract); and

ii) includes provisions which address the Key PPA Terms set out in Part C – Proposed Contract

Terms, section 3, subject to any non-compliances identified by the Tenderer in Part E –

Returnable Schedules, Schedule 3;

c) documentation to support an assessment of the Tender’s ability to reach financial close, as well as

commence construction and supply of electricity from the proposed project site as per the milestone

plan provided. Such evidence must be included as Part E – Returnable Schedules, Schedule 19,

containing at a minimum:

i) letters of support from equity, grant and finance providers specifying the project and amount

of support (in Australian dollars), including term sheets which may be subject to conditions

precedent (including the execution of each Contract);

ii) letter from the relevant transmission network provider, evidencing the status of the network

connection application / approval as may be applicable; and



iii) evidence of a shortlist or preferred service providers, including EPC / technology suppliers

and balance of plant contractors.

d) a Developer's Letter of Acknowledgment as Part E - Returnable Schedules, Schedule 18.

The Developer's Letter of Acknowledgment must be in the form of a letter signed by an authorised

representative of the Developer and addressed to the MREP Group and must at a minimum contain the

following information:

the name of the Developer and its contact details;

the name of the Tenderer who has submitted the Tender identifying the Developer and the

Project;

an acknowledgment by the Developer that it:

o has examined the Tender Documents, the Tenderer's Tender, any other documents

referred to in the Tender Documents, and any other information made available by

Procurement Australia to Tenderers;

o agrees to comply with the requirements of the Tender Documents (including Part B -

Conditions of Tendering) to the extent applicable to it; and

o has agreed to the Tenderer submitting the Tender which identifies the Developer and the

Project; and includes a copy of the proposed PPA Terms between the Developer and the

Tenderer and associated project documentation referred to in the Key PPA Terms set

out in Part C – Proposed Contract Terms, section 3;

an irrevocable, unconditional undertaking from the Developer for the Validity Period that, if the

Tenderer is a Successful Tenderer, it will enter into the proposed PPA with the relevant Tenderer

in the form submitted with the Tenderer's Tender (with any additional amendments agreed to by

the Tenderer, the Developer and the MREP Group); and

a warranty from the Developer that the details given in the Tender in relation to the Developer

and the Project are accurate and complete.

3 Non-compliances with Tender Documents

Any statements made by Tenderers that they will not comply with any part of the Contract or the Key PPA

Terms does not result in that Tender being automatically considered a non-complying Tender for the

purposes of Part B - Conditions of Tendering, section 4.

Tenderers must detail any non-compliance with the requirements of the Tender Documents (including the

terms of the proposed Contract and the Key PPA Terms) in the relevant tables set out in Part E –

Returnable Schedules, Schedule 3.

The MREP Group is prepared to contemplate minor variations or departures from the proposed Contract

or Key PPA Terms. However, Tenderers should note that significant or substantive variations or

departures will not be viewed favourably unless the Tenderer is able to demonstrate the necessity for

such variations or departures and the value for money derived from the departure.

Tenderers must state if they will not comply with the Contract or the Key PPA Terms or will only comply

with the Contract or the Key PPA Terms subject to amendments.



Full details of the non-compliance (including the nature and extent of the non-compliance and any

reasons for such non-compliance) must be clearly stated in the space provided in the tables set out in

Part E – Returnable Schedules, Schedule 3, together with (where applicable) any amendments that

would make the relevant provision acceptable to the Tenderer; and any mandatory service feature

requirements listed in Schedule 14.1 – Retail service requirements.

Any proposed amendments to the Contract must be in the form of proposed drafting amendments to the

relevant provisions (e.g. "clause [x] to be amended to read as follows…"). Indefinite responses such as

"to be discussed" or "to be negotiated" are not acceptable.

Procurement Australia and the MREP Group will assume that a Tenderer is able to and will comply in all

respects with the Contract and the Key PPA Terms unless the Tenderer expressly states otherwise.

Failure to identify any non-compliance in the tables provided may result in a Tender being disregarded.

4 Non-Conforming Tenders

Non-Conforming Tenders may be considered at the sole discretion of the MREP Group Tender evaluation

panel.

A Non-Conforming Tender must be clearly labelled as a "Non-Conforming Tender", will be treated as a

separate Tender and must include all relevant details, including setting out the difference between the

Tender if it had been a Conforming Tender and the Non-Conforming Tender and describing the benefits

and disadvantages that will be delivered to the MREP Group as a result of the Non-Conforming Tender.

Preference may be given to terms offered which most closely conform to the requirements specified.

Procurement Australia reserves the right to reject or accept any Non-Conforming Tenders.

Procurement Australia may determine in its discretion whether a Tender is a Conforming Tender or a

Non-Conforming Tender.

5 Joint Offers

Procurement Australia will accept a joint and or consortia Tender, provided that the binding offer to

(among other things) enter into each Contract in the form set out in Part E – Returnable Schedules,

Schedule 1 must be from a single legal entity (being the electricity retailer that it is proposed enter into

each Contract).

For the avoidance of doubt, where a Tender is submitted jointly with a Developer, the Developer must

provide a Developer's Letter of Acknowledgment in accordance with this Part B - Conditions of Tendering,

section 2 in the form set out in Part E – Returnable Schedules, Schedule 6.

6 Validity

The Validity Period for a Tender (other than the Mismatched Energy Rates) is (except as agreed

otherwise) 180 days from the Tender Closing Date and Time.

Procurement Australia reserves the right to request an extension to the 180 day Validity Period of up to

120 days by notice to each Tenderer that submits a Tender. Tenderers must by notice to Procurement

Australia signed by the Tenderer and the proposed Developer, confirm whether they and the proposed

Developer accept the amended Validity Period set out in Procurement Australia's notice or withdraw the

Tender, which withdrawal will be effective from the end of the original 180 day Validity Period. Any



Tenderers that do not give such a notice will be deemed to have withdrawn their offer with effect from the

end of the original 180 day Validity Period.

By submitting the Tender, the Tenderer (and the Developer, where applicable) agrees that the Tender is

binding and will remain valid and binding upon the Tenderer (and the Developer, where applicable) for the

Validity Period (or any longer period agreed to by the Tenderer and Developer in writing) and may not be

withdrawn or amended prior to the expiration of the Validity Period or any agreed longer period.

The Mismatched Energy Rates submitted with a Tender will be used for evaluation purposes only. It is

expected that the prices quoted for the Mismatched Component of the commodity in the Tender will be

reflective of market conditions at the time of the Tender. The Successful Tenderer will be required to

restate the Mismatched Energy Rates 60 days prior to the Sale Commencement Date for the Contract (or

the first Sale Commencement Date to occur under a Contract, where the Sale Commencement Date

under each Contract is not the same). This adjusted price must be valid for a period of 96 hours and will

be benchmarked by an independent energy market specialist appointed by the MREP Group.

7 Addenda

Procurement Australia reserves the right to issue addenda to clarify, amend, add to or delete any part of

these Tender Documents at any time and from time to time prior to the Tender Closing Date and Time.

No explanation or amendment to, or interpretation of, the Tender Documents shall be recognised unless

in the form of a written addendum issued by Procurement Australia. All conditions of these Tender

Documents will apply to any addenda issued and Tenderers must submit their Tenders in accordance

with the Tender Documents as amended or clarified by such addenda. Tenderers must identify each

addenda issued by Procurement Australia in Part E – Returnable Schedules, Schedule 16.

8 Timetable for the Tender

Procurement Australia sets out below its indicative timeframe for this Tender process:

Description Indicative Date

Invitation to provide complete responses to tender documents

21 October 2016

Tender Closing Date and Time 24 February 2017

Evaluation of Tenders By mid April 2017

Shortlist and final pricing round Approximately April 2017

Negotiation with shortlisted Tenderers Approximately April 2017

Award of Contract Approximately June 2017

Sale Commencement Date As specified for each customer in Part D, Section 2, Table 4.

These timeframes are indicative only on the part of Procurement Australia and may change.

9 Contents of Tender

In addition to Part A – Information for Tenderers, sections 4 and 5, a Tender must be prepared and

submitted in accordance with the following requirements:



a) The Tenderer's binding offer (see Part E – Returnable Schedules, Schedule 1) must be signed by a

person authorised to make such an offer and the Tenderer must complete all the Returnable

Schedules.

b) The Tender must contain an address for the service of any notices to the Tenderer in connection with

the Tender.

c) The Tender must be submitted using the Tender form documents provided by Procurement Australia

and be in accordance with the terms and conditions of these Tender Documents.

d) Tenderers must lodge one electronic copy of their Tender using the TenderLink website.

e) All Tender submissions received will become the property of Procurement Australia and are non-

returnable.

Subject to any additional information sought under section 15, any Tenders that are submitted not in

accordance with the requirements in this section may result in the Tender being excluded, at

Procurement Australia discretion, from this Tender process.

10 Tender Closing Date and Time

Procurement Australia utilises the TenderLink electronic portal to issue tender documents to the market

and enable interested respondents to submit their tender responses.

Each Tender must be lodged via upload into the TenderLink portal before the Tender Closing Date and

Time. Only Tenders received through TenderLink will be considered.

To lodge your Tender via the TenderLink portal go to the internet website address below, login into your

Account and upload the Tender into the “«2806/0628-A» - «Melbourne Renewable Energy project»

tender”

www.tenderlink.com/procurementaustralia

This Invitation to Tender’s Closing Date and Time is 3:00PM 24 February 2017 AEDT

The Tender Closing Date and Time may be varied or extended in accordance with Part B - Conditions of

Tendering, section 14.

11 Late Submission Policy

To guarantee that Tender submissions are evaluated, it is imperative that Tenderers understand the

following functionality of the TenderLink portal:-

All Tender documents must be fully uploaded before the Tender Closing Date and Time. Non-

compliance will result in an email notifying you that your Tender upload submission was

unsuccessful.

After the Tender Closing Date and Time, the Tender electronic submission box will no longer be

visible and lodgement of Tender submission documents is not possible.

Late Tender submissions will not be accepted by Procurement Australia. It is the Tenderer's

responsibility to ensure that the Tender is received by Procurement Australia by the Tender Closing Date

and Time. Procurement Australia accepts no responsibility or liability for Tenders which are not received

on time.

12 Status of Tender

a) Procurement Australia may accept any Tender or part Tender and without limitation:




i) may accept one or more Tenders for any single class of the product and/or service item or

items;

ii) need not accept the lowest Tender; and

iii) need not accept any Tender.

b) Consistent with this Part B- Conditions of Tendering, Procurement Australia may deem any Tender to

be Non-Conforming and exclude the Tender on that basis.

c) This Invitation to Tender must not be construed, interpreted or relied on as an offer capable of

acceptance by the Tenderer, or as creating any form of contractual, quasi-contractual, restitutionary

or promissory estoppel rights, or rights based upon similar legal or equitable grounds, in favour of the

Tenderer or any other person (including a Developer).

d) Selection as a Successful Tenderer does not give rise to a contract (express or implied) between the

Successful Tenderer and any member of the MREP Group for the supply of any goods or services.

No contract will arise between any member of the MREP Group and the Tenderer, and no obligations

or liabilities will be imposed on any member of the MREP Group, until a formal written Contract is

executed by the Successful Tenderer and that member.

e) Each Tender constitutes an irrevocable and unconditional binding offer by the Tenderer for the

Validity Period to enter into a Contract with each member of the MREP Group:

i) in the form set out in Part C - Proposed Contract Terms, section 2, subject to any non-

compliances identified by the Tenderer in Part E – Returnable Schedules, Schedule 3; and

any non-complying service feature requirements listed in Schedule 14.1; and

ii) incorporating the prices, load and other customer-specific details applicable to that member

as set out in table 4 of section 2 of Part D, Specifications of these Tender Documents and

Part E- Returnable Schedules, Schedule 14 of the Tender.

All Tenderers will be notified in writing of the completion of the Tender process and the outcome of

their Tender by Procurement Australia. Procurement Australia’s advice in so doing shall be final.

13 Procurement Australia's rights

Without limiting its rights at law or otherwise, Procurement Australia reserves the right in its absolute

discretion at any time to:

a) cease to proceed with the process outlined in this Tender;

b) change the structure and timing of the Tender process;

c) vary or extend any time or date in this Tender for all or any Tenderer or other persons, at any time

and for such period, as Procurement Australia considers appropriate;

d) suspend or vary the Tender or any part of it (including the Contract or the PPA Key Terms);

e) select any Tenderer at its sole and unfettered discretion; and

f) subject to clause 24, publish the name and prices of any successful Tenderer.

14 Variation of Tender Closing Date and Time

The Tender Closing Date and Time may be varied or extended, at any time and for such period, as

Procurement Australia at its absolute discretion considers appropriate, but only by written notice from

Procurement Australia.

15 Evaluation of Tenders

Procurement Australia will coordinate the evaluation of all Tenders received in order to assess which

Tenderers (if any) will be awarded the Contract. In the course of the evaluation process, Procurement

Australia may request additional information by way of clarification or otherwise and Tenderers must

comply promptly with any such request at their cost.



Tenderers are advised that Procurement Australia reserves the right to seek clarification, verification and

additional information from third parties (including the Developer) and the Tenderer authorises

Procurement Australia to do so.

Procurement Australia reserves the right to call for presentations from Tenderers to assist in the

evaluation process. Dates and times of these presentations, if required, will be at the discretion of

Procurement Australia.

Procurement Australia reserves the right to request an inspection of reference sites that the Tenderer has

been, or is currently, involved with. Dates and times of any such inspection, if required, will be at the

discretion of Procurement Australia.

Procurement Australia reserves the right to invite shortlisted and/or preferred Tenderers to submit a best

and final offer (also referred to as a final pricing round) for consideration in relation to part or all of their

respective Tenders. Procurement Australia is under no obligation to provide tenderers the opportunity to

submit a best and final offer, and therefore Tenderers are strongly encouraged to submit their best and

final offers in the first instance.

In evaluating Tenders, members of the evaluation panel shall have regard only to the responses

contained in the Tender. Their evaluation will be based on the Tenders as submitted, any clarification

that may have been sought by the Procurement Australia on behalf of the evaluation panel and any

advice provided from specialist Advisers. Each Tender submitted will be evaluated only against the

evaluation criteria detailed in these Tender Documents.

The below diagram is an indicative summary of the process that will be undertaken by the evaluation

panel.



Figure 1: Overview of evaluation process

The evaluation and short listing of Tenderers is confidential and shall not be disclosed by Procurement

Australia beyond the MREP Group, evaluation panel and Advisors at any time during or after the

evaluation process.

Only Tenders received from entities that have registered and obtained a set of Tender Documents from

Procurement Australia will be considered.



All Tenders will be evaluated in accordance with the Eligibility Criteria and Performance Evaluation

Criteria set out below. Further detail on the considerations of the MREP Group under each of the

Performance Evaluation Criteria is provided in Part D – Specifications, Section 5.

Eligibility Criteria (EL)

Eligibility Criteria details mandatory compliance thresholds which Tenderers must meet or exceed. Failure

in this regard may result in disqualification of the Tender, with no further evaluation conducted. The

criteria listed below are detailed in Part D section 5. The eligibility criteria may be evaluated at any point

during the evaluation process but will not be weighted:

Completeness

Legal entity of the Tenderer

Financial viability

Retail service capacity

Corporate reputation

Compliance with the conditions specified in these Tender Documents

Performance Evaluation Criteria (EV)

Tenderers must address each Performance Evaluation Criteria listed in the table below. The Evaluation of

Tenders against the Performance Evaluation Criteria will include a minimum level of performance

requirement in order for Tenders to be deemed Conforming. Tenders that do not meet this minimum level

of performance as rated by the evaluation panel may be deemed Non-Conforming and excluded from

further evaluation. The pricing criterion will be determined based on a whole of life cost estimate for the

MREP group as a whole.

Performance Evaluation Criteria Proposed Weighting

Price 60%

Retailer service 10%

Renewable energy project delivery risk 10%

Community and Environmental Benefits 12.5%

Victorian / Local Community Economic and Promotional Benefits 7.5%

Total 100%

The weightings assigned to each criterion in the table above, will determine the shortlisting of Tenders

with reference to overall value for money. Each of the Performance Evaluation Criterion is discussed in

further detail Part D section 5.

16 Discounts

Not used.

17 Australian content

Not used, considered under evaluation criteria.



18 Environmental Sustainability

Environmental Sustainability elements will be considered in the evaluation criteria and should be

addressed in Part E – Returnable Schedules, Schedule 11.

Additionally, the Successful Tenderer will be required to adhere to NAB’s Supplier Sustainability

Principles, which can be viewed at https://www.nab.com.au/content/dam/nabrwd/About-Us/corporate-

responsibilty/docs/150306_group-sustainability-principles.pdf and have been adopted by each member of

the MREP Group for the purposes of this Invitation to Tender.

19 Contact with the Tenderer

The Tenderer must provide to Procurement Australia, in accordance with Part E – Returnable Schedules,

Schedule 2, the requested contact details of the Tenderer.

20 Language, Units of Measurement and Monetary References

All Tenders and supporting technical data, plans and the like must be written in English and use

Australian legal units of measurement. Monetary references must be references to Australian currency

with all pricing fixed in Australian dollars.

21 Discrepancies, errors and omissions in Tender Documents

If the Tenderer finds any discrepancy, error or omission in the Tender Documents, or requires clarification

on any matter, it may request clarification in accordance with the process set out in Part A - Information

for Tenderers, section 6.

22 Pricing

Detailed pricing requirements are specified in Part D – Specifications, Section 3, as well as Part E −

Returnable Schedule 14.

23 Questions relating to the Tender

Any questions arising in connection with the Tender must be submitted in accordance with the process

set out in Part A - Information for Tenderers, section 6.

24 Tenderers to inform themselves

In submitting a Tender, the Tenderer warrants that:

a) they have examined the Tender Documents, any other documents referred to in the Tender

Documents, and any other information made available by Procurement Australia to Tenderers, for the

purposes of preparing their Tender;

b) they have examined, and taken into account in submitting their Tender, all further information which is

obtainable by the making of reasonable and timely enquiries and relevant to the risks, contingencies

and other circumstances having an effect on their Tender; and

c) they have satisfied themselves as to the correctness and sufficiency of their Tender, including quoted

prices, which shall be deemed to cover the cost of complying with all conditions of these Tender

Documents.



25 Confidentiality

The Tenderer acknowledges and agrees that Procurement Australia may disclose to the MREP Group,

the evaluation panel, its Advisers and consultants (including but not limited to its lawyers and

accountants) and to review and audit bodies or authorities, any information given to it by a Tenderer in

such manner as it thinks fit in the process of evaluating the Tender and may publish in its business

papers prices and other details of any Tender as may be required and permitted by law. In addition,

Procurement Australia may disclose details of successful Tenderers in accordance with its and

Government policies on disclosure of information relating to tenders.

Additionally, for the purposes of promoting the Project, the MREP Group reserves the right to

communicate general details regarding Tenders received in response to these Tender Documents. For

example, total number of responses received, the total aggregated generation potential of the responses

received, and the states in which the Projects are located and post award, the Project location, key

benefits and approximate value of the new generation facility. Commercially sensitive details, such as

contracted mismatched energy rates, will remain commercial in confidence between the parties and

considered confidential.

26 Disclosure by Tenderers

Tenderers must not make any public announcement concerning the registration of any Tenderer or any

other matter concerning this Tender or any Contract resulting from a Tender without the prior written

approval of the contact persons named in section 41 of this Part B – Conditions of Tendering.

27 Conflict of interest

Tenderers must identify any actual or potential conflict of interest in relation to their Tender in Part E –


If at any time, actual, potential or perceived conflicts of interest arises for a Tenderer, that Tenderer must

immediately notify Procurement Australia in writing. Procurement Australia may, at its absolute

discretion:

a) enter into discussions to seek to resolve such conflict of interest; or

b) take any other action as it considers appropriate to resolve or mitigate the conflict of interest.

28 Security, Probity and Financial Checks

Procurement Australia reserves the right to perform such security, probity and/or financial checks and

procedures in respect of a Tenderer or the Developer as Procurement Australia, at its absolute discretion,

may determine are necessary. These checks may be undertaken by a third party. The Tenderer must

supply any additional information requested in relation to such checks by Procurement Australia or the

third party during the evaluation period.

Procurement Australia reserves the right to take into account in the evaluation of a Tender any matters

revealed or to defer or cancel negotiations with a particular Tenderer as a result of its

probity/security/financial investigations.



29 Unauthorised approaches to staff

Other than communications provided for in Part A section 6, approaches to Procurement Australia and

the MREP Group’s representatives without written permission from the contact persons named in section

41 of this Part B – Conditions of Tendering, or as otherwise permitted by this Tender are strictly

forbidden. Tenderers found contravening this condition may be excluded, at Procurement Australia

discretion, from this Tender process. Communications with MREP Group members in the ordinary course

of business, other than for the purposes of this Tender (e.g. for the conduct of banking, postal services,

municipal services, etc) is permitted.

After the Tender Closing Date and Time all enquiries in relation to this Tender must be directed to the

contact persons named in section 41.

30 False and misleading claims

If a Tenderer is found to have made a materially false or misleading claim or statement, Procurement

Australia reserves the right to reject at any time, any Tender lodged by or on behalf of the Tenderer.

31 Collusive arrangements

The Tenderer must not engage in any uncompetitive behaviour or other practice that denies legitimate

business opportunities to other Tenderers, Procurement Australia, the MREP Group members, or

participants in the Tender process, including, but not limited to, the following matters concerning collusive

tendering:

a) agreement between the Tenderers as to who should be awarded the Contract;

b) any meetings of Tenderers to discuss the preparation of Tenders prior to the lodgement of the

Tenders;

c) exchange of information between Tenderers about Tenders;

d) agreement between Tenderers or other organisations for the payment of money or securing of reward

or benefit for unsuccessful Tenderers by way of the successful Tenderer or other organisation;

e) agreement between Tenderers to fix prices;

f) any assistance to any Tenderer to submit a cover submission (that is, a submission submitted as

genuine but which has been deliberately prepared in order not to be selected for contract award); or

g) any agreement between Tenderers prior to the lodgement of Tenders to fix the rate of payment of

employer or industry association fees where the rate of payment is conditional upon the Tenderer

being awarded a Contract.

Tenderers found contravening this condition may be excluded, at Procurement Australia's discretion, from

this Tender process.

Tenderers are required to submit a Collusive Tendering Statutory Declaration set out in Part E –

Returnable Schedules, Schedule 17, as part of their Tender.

32 Limitation on liability

Procurement Australia is engaged by the MREP Group to conduct and coordinate this Invitation to

Tender.

Procurement Australia, and all members of the MREP Group, are not and will not be liable in any way to

any person for anything including compensation, damages or costs as a result of anything to do with



responding to this Tender. This limitation includes (without limitation) loss incurred or damage suffered

as a result of Procurement Australia's, or a member of the MREP Group's, negligence.

Procurement Australia, and any members of the MREP Group, shall not be liable to any person on the

basis of any promissory estoppel, quantum meruit or on any other contractual, quasi contractual or

restitutionary grounds as a consequence of anything relating or incidental to a Tenderer’s participation in

the Tender process, including instances where:

a) a Tenderer is not engaged to provide any goods or services;

b) Procurement Australia varies or terminates the Tender process or any negotiations with a Tenderer;

or

c) Procurement Australia exercises or fails to exercise any of its other rights under or in relation to these

Tender Documents.

In the event that, notwithstanding this clause, Procurement Australia or a member of the MREP Group is

found to be liable in any way, Procurement Australia's liability, and each member of the MREP Group's

liability, shall be limited to $1.00.

33 Responsibility for costs associated with participation in this Tender process

Participation in any stage of this Tender process shall be at the Tenderer's sole risk, cost and expense.

The Tenderer shall be responsible for all costs incurred in any subsequent activity or in the supply of

further information as requested by Procurement Australia.

34 Online contract information

Not used

35 Applicable law

The law applying to the Contract is the law of the State of Victoria. Each Tenderer must comply with all

relevant laws in preparing and lodging its Tender.

36 Performance monitoring

If a Contract is entered into with the Successful Tenderer, the Successful Tenderer's performance of the

Contract will be monitored in accordance with the relevant provisions of the Contract.

37 Change of registration status

Not used

38 Change to the Tenderer

Tenderers are required to advise Procurement Australia immediately of any substantial change in their

financial capacity, including key resources and directors, or a change in ownership or legal status.



39 Tenderer's acknowledgements

In submitting a Tender, Tenderer's:

a) are deemed to have accepted these Conditions of Tendering as varied in accordance with sections 7

or 14 from time to time;

b) acknowledge that they do not rely on any representation, letter, document or arrangement, whether

oral or in writing or other conduct as adding to or amending this Tender;

c) acknowledge that they do not rely on any warranty or representation made by or on behalf of

Procurement Australia, except such as is expressly provided for in these Tender Documents, or as

issued as an addendum to these Tender Documents; and

d) acknowledge that they have relied upon their own inquiries in respect of the subject of their Tender.

40 Agent of the Tenderer

Not used

41 Contact person for the purposes of these Tender Documents

[Insert contact details]

42 Terminology

Capitalised terms used in these Tender Documents have the meaning given here, except where the

context otherwise requires:

Advanced stage of development of the renewable energy project implies that the project already has

secured in principal approval to connect to the NEM and has development approval from all relevant

planning authorities. Where such approvals have not been secured yet, the Tenderer must demonstrate

that outstanding matters are minor or well progressed and do not pose a risk to timely completion of the

renewable energy project.

Adviser means internal or external resources that can be accessed by the MREP Group evaluation panel

for independent or expert guidance during the Tender process.

Capacity factor means the energy generated by a generating unit over a period of time expressed as a proportion of the maximum energy that the unit could generate, if it operated continuously at rated capacity over the same period. It is usually expressed as a percentage. CAPEX ratio means the capital expenditure per MW capacity

Commencement date has the meaning given in the Contract, also referred to as the Sale

Commencement Date.

Completion Date means the date specified by a Tenderer in its Tender as the date by which a Tenderer

proposes that construction of its generating system will be completed and the system will be supplying

Eligible Electricity to the NEM.

Conforming Tender means a Tender which, in the opinion of the evaluation panel, conforms with the

requirements of these Tender Documents.



Contract means the proposed GERSA to be entered into by each member of the MREP Group and the

Successful Tenderer in the form set out in Part C - Proposed Contract Terms, section 2 (subject to any

amendments agreed to by the member of the MREP Group and the Tenderer). For the avoidance of

doubt, where these Tender Documents refer to "the Contract" this means each of the Contracts to be

entered into between the Successful Tenderer and each member of the MREP Group.

Customer means the MREP Group and the individual entities that constitute its members.

Developer means the person or persons that will construct and operate the Project that the Tenderer

proposes will provide the electricity and Project Green Benefits to the Tenderer for the purposes of the

Contract.

Developer's Letter of Acknowledgment means a letter to be included as Schedule 19 of Part E -

Returnable Schedules and which must contain the information set out in Part B - Conditions of Tendering,

section 2.

EL means the Eligibility Criteria set out in Part B – Conditions of Tendering, section 15.

Eligible Electricity means electricity sourced from a new renewable energy project which does not

involve the use of biomass fuels.

EV means the Performance Evaluation Criteria set out in Part B – Conditions of Tendering, section 15.

EPC means ‘engineering, procurement, and construction management’ and is a common form of

contracting arrangement for large renewable energy projects. Under an EPC arrangement, a head

contractor is appointed to manage the design, procurement and construction of the project on behalf of

the owner.

Generation capacity is the maximum amount (in MW) of electricity that a generating unit can produce. GERSA has the meaning given in Part A - Information for Tenderers, section 2 and is also referred to as the Contract.

Invitation to Tender means the invitation to tender comprising the Tender Documents.

Key PPA Terms means the proposed terms set out in Part C - Proposed Contract Terms, section 3.

large-scale generation certificate or LGC means a large scale generation certificate created under the

Renewable Energy (Electricity) Act 2000 (Cth).

Large Site means a site at which consumption of electricity exceeds or is expected to 40MWh per

annum.

Large Site Energy Price has the meaning given in the Contract.

Large Site Mismatched Energy Rate has the meaning given in the Contract.

MW means Megawatt, the unit of electrical power.

Matched Component of the electricity consumed (i.e. the commodity) means the portion of the electricity

demanded in any half hour by the MREP Group that coincides with the electricity generated by the

renewable energy project in that same half an hour period.

Matched Energy Proportion means the matched component of the electricity load expressed as a

percentage (%) of the total MREP Group load and has the meaning given in the Contract as specified in

Item 21 of Schedule 1.



Matched Energy Rate has the meaning given in the Contract.

Mismatched Component of the electricity consumed (i.e. the commodity) means the portion of the

electricity demanded in any half hour by the MREP Group member that is in excess of the electricity

generated by the renewable energy project in that same half an hour period.

Mismatched Energy Rate has the meaning given in the Contract.

MREP Group means the City of Melbourne Renewable Energy Purchasing Group.

Name plate capacity is the full-load continuous rating of a generator under specified conditions as

designated by the manufacturer.

National Electricity Law or NEL means the National Electricity Law set out in the schedule to the National Electricity (South Australia) Act 1996 (SA).

NEM means the National Electricity Market established under the National Electricity Law.

NER means the National Electricity Rules under the National Electricity Law.

New renewable energy generating system refers to the stage of construction. Specifically, the

Tenderer must not previously have commenced the installation of the renewable energy project that is

part of its Tender and should not have entered into an offtake agreement for power and / or LGCs for that

project (other than a PPA with the Developer for the purposes of the Tender).

Non-Conforming Tender means a Tender which, in the opinion of Procurement Australia, does not

conform with the requirements of these Tender Documents or contains departures from, or alternative

options to, the requirements of these Tender Documents.

OPEX ratio means the operational expenditure per MWh output

Pass through cost includes those regulated and non-contestable costs which typically are related to

network connection and market participation.

Power Purchase Agreement or PPA means an agreement between a Developer and a Tenderer for the

sale and purchase of electricity and Project Green Benefits from a renewable energy project.

Price Element 1 has the meaning given in Part D – Specifications, Section 3.




Project means the renewable energy site from which the electricity and LGCs, approximating the volume

demanded by the MREP Group, will be sourced. This site may be part of a larger development.

Project LGCs means LGCs created in respect of electricity generated by the Project.

Pricing model means the basis upon which price risk is transferred between the contracting parties.

Project Green Benefit has the meaning given in the Contract.

Project Green Benefits Price has the meaning given in the Contract.



RE Act means the Renewable Energy (Electricity) Act 2000 (Cth).

Retailer’s RET Compliance Charge has the meaning given in the Contract.

RPP refers to the Renewable Power Percentage as defined under the Contract

Sale Commencement Date has the meaning given in the Contract.

Small Site means a site at which consumption of electricity is not or is not expected to be more than

40MWh per annum.

Small Site Energy Price has the meaning given in the Contract.

Small Site Mismatched Energy Rate has the meaning given in the Contract.

Successful Tenderer means a Tenderer, if any, who is selected at the sole discretion of the MREP

Group to enter into the Contract.

Tender Closing Date and Time means the date and time specified in Part B - Conditions of Tendering,

section 8, or an alternative date and time specified by Procurement Australia in accordance with Part B -

Conditions of Tendering, section 14.

Tender Documents means each of the documents forming part of this Invitation to Tender, as described

in Part A - Information for Tenderers, section 3.

Tenderer means a respondent to these Tender Documents.

Unmetered Site means any site for which a type 7 metering installation classification applies under the

NER.

Unmetered Site Energy Price has the meaning given in the Contract.

Unmetered Site Mismatched Energy Rate has the meaning given in the Contract.

Validity Period means the period referred to in Part B - Conditions of Tendering, section 6 or as

subsequently agreed in accordance with that section.




Project»

Part C − Proposed Contract Terms



1 Contractual framework

General

The key contract documents for the purposes of this Invitation to Tender are:

the PPA between the Successful Tenderer and the Developer, under which the Successful

Tenderer purchases electricity and Project Green Benefits generated by the Project; and

the Contract between the Successful Tenderer and each member of the MREP Group, under

which the Successful Tenderer sells and supplies, and the MREP Group member takes and

purchases, a proportion of the electricity and Project Green Benefits generated by the Project

commensurate with its individual requirements.

The Successful Tenderer will be required to execute a PPA with a Developer, for the purchase of

electricity and Project Green Benefits:

from a renewable generation project facility to be constructed by the Developer;

from a renewable generation project facility which meets Part D - Specifications; and

which includes provisions which address, to the MREP Group's satisfaction, the Key PPA Terms

set out in section 3 below subject to any non-compliances identified by the Tenderer in Part E –


The electricity and Project Green Benefits purchased by the Successful Tenderer under the PPA must be

used by the Successful Tenderer to facilitate its compliance with its obligations under its Contract with

each member of the MREP Group. Successful Tenderers will not be permitted to supply Project Green

Benefits from generation facilities other than the Project named in the Contract except in the limited

circumstances specified in the Contract.

The PPA should cover all (or a specified proportion) of the generation output of the Project, provided that

the Developer is able to satisfy the requirements of the MREP Group (as specified in these Tender

Documents).

It is expected that the PPA will be executed at or around the same time as each Contract. Any proposed

variations to this arrangement must be identified in accordance with Part B section 3.

Each Contract will be conditional upon the execution of the PPA between the Successful Tenderer and

the Developer. The term of the sale of electricity and Project Green Benefits under the PPA must be at

least the same as the term of the Contract, i.e. commencing upon the Sale Commencement Date under

the Contract and expiring not less than 10 years later.

It is intended that the terms of the Contract entered into by each member of the MREP Group and the

Successful Tenderer will be the same, except for customer-specific details and options to be inserted for

each member in accordance with the terms of this Invitation to Tender. As specified in Part D –

Specifications, these include:

Roll-in dates of NMIs

Account type and associated load

LGC volume options

Any arrangements to manage the supply of electricity in light of the Customers’ staggered Sale

Commencement Dates must be identified in accordance with Part B section 3.



Tenderers must identify any other non-compliance with the form of proposed Contract or the Key PPA

Terms in accordance with Part B - Conditions of Tendering, section 3.

The Successful Tenderer may enter into a PPA or PPAs for more than one Project supplying electricity and Project Green Benefits to the Successful Tenderer; however each member of the MREP Group will only enter into a Contract with the one Successful Tenderer. Each member of the MREP Group will be severally (and not jointly, nor jointly and severally) liable to the Successful Tenderer for compliance with its obligations under its separate Contract between the member and the Successful Tenderer. Direct Payment Deed

The MREP Group is prepared to consider a direct payment arrangement and associated lender consents

between the Developer, its lenders, each member and the Tenderer (retailer) in relation to certain

amounts payable to the Tenderer under the Contract, as a modification to the payment regime set out in

the form of Contract included in section 2. Under this arrangement, certain amounts that are payable by

the member (customer) to the Tenderer (retailer) under the Contract would instead be paid directly by the

member to the Developer (which would fully satisfy the member's relevant payment obligation under the

Contract and the Tenderer's relevant payment obligation under the PPA).

If Tenderers propose a direct payment arrangement and associated lender consents, Tenderers must include a copy of those arrangements (in final form) as Part E – Returnable Schedules, Schedule 20.

2 Form of proposed Contract

Please refer to:

Attachment A

Green Electricity Retail Sale Agreement.

3 Key PPA Terms

Please refer to:

Attachment B

PPA Key Terms Summary.




Project»

Part D − Specifications



1. Overview of electricity demand

The MREP Group requires the Successful Tenderer to supply electricity to Large Sites, Small Sites and

Unmetered Sites with a combined annual consumption of 110,261 MWh.

A summary of the aggregated annual electricity demand for each of the account categories included in

this Invitation to Tender is provided in Tables 1, 2 and 3 below. Tenderers will also be provided with load

data reports per National Meter Identifier (NMI) for all Large Site Accounts, as well as some Unmetered

and Small Site Accounts. Where interval data for some Small and Unmetered Site accounts are not

available, total consumption data for these sites are provided.

Large Site Accounts

The MREP Group is seeking to secure optimal rates for their Large Site accounts, based on the pricing

model as discussed in section 3 below. Interval data for all NMIs in this account category are being

provided.

Table 1: Aggregate Annual consumption of Large Site accounts

State Number of Accounts Indicative Annual Consumption (MWh)

VIC 98 86,015

Unmetered Site Accounts

The MREP Group is seeking a separate rate offer for Unmetered Site accounts associated with street

lighting. Interval data for the load associated with just over half of the unmetered accounts are provided.

However, where interval data are not available for Unmetered Site NMIs, the Tenderers are requested to

assume that the same aggregate load profile applies to all unmetered accounts using the interval data

provided.

Table 2: Aggregate Annual consumption of Unmetered Site accounts

State Number of Accounts Indicative Annual Consumption (MWh)

VIC 88 18,904

Volume with interval data 10 9,993

Small Site Accounts

Pricing for small accounts must be stated separately. Where interval data is available, Tenderers are

requested to provide pricing based on the same principals as applicable to Large and Unmetered Site

Accounts (See section 3 below). However, where interval data are not available, the MREP Group is

seeking to secure optimal rates for their Small Site accounts with transparent offers that are clear in the

rates being offered and allow for adequate price discovery regarding changes to rates mid-term and

regulated franchise tariffs/standing offer price references.

The aggregate annual consumption of Small Site accounts are summarised as follows:



Table 3: Aggregate Annual consumption of Small Site accounts

State Number of Small Site Accounts Indicative Annual Consumption (MWh)

NSW 1 31

VIC 601 5,298

ACT 1 13

Total 603 5,342

Volume with interval data 75 TBA

Two organisations in the MREP Group would also like the option for the inclusion of small accounts

outside of the Victorian market into the final agreement. The inclusion of pricing for the non-Victorian

accounts is optional.



2. Timing and Project LGC demand for each MREP Group member

Each Contract will commence on execution of that Contract (which is expected to be on or about the same date for all Contracts), and will be for a period of 10

years, with the option to extend for a further three (3) years until December 2030 at the latest. The supply of electricity to all three market account categories

must be underpinned by a PPA between the Tenderer and the Developer of the Project from which Project LGCs will be sourced.

It is envisaged that each MREP Group member will commence purchasing electricity and Project LGCs from the Successful Tenderer on a staggered basis at

each Sale Commencement Date indicated in Table 4 below. Table 4 also lists the anticipated annual electricity load in MWh and Project LGC requirements for

each MREP Group member. The first Sale Commencement Date is currently anticipated to be 1 January 2018. All MREP Group members are expected to have

commenced purchasing electricity and Project LGCs from the Successful Tenderer under the Contract by 1 January 2019.

The carbon offset requirements of MREP Group members vary, with some intending to claim carbon neutrality under National Carbon Offset Standard (NCOS)

with reference to the electricity load supplied under the Contract. This influences the volume of Project LGCs that each MREP Group member requires to be

voluntarily surrendered. The MREP Group therefore provided each member the option to nominate one of the four options below. The option and associated

volume are specified in Table 4. Tenderers must respond to each of the Customer options specified in Table 4.

Option 1: Applies to each MREP Group member who wants to be able to claim carbon neutral supply of electricity in accordance with NCOS. The

required volume of Project LGCs is 100% of the LGCs associated with the electricity consumed by that MREP Group member, all of which are to be

voluntarily surrendered in addition to the Successful Tenderer's existing LGC surrender obligations under the RE Act (i.e. mandatory RPP% + 100%

voluntary = 100% additional renewable energy). Under this option, the Tenderer will be expected to manage LGC compliance under the RE Act at the

appropriate Renewable Power Percentage (RPP) for each year. It is expected that the Project LGC price will be applied to all LGCs supplied under the

Contract.

Option 2: Applies to each MREP Group member who requires 100% of the electricity consumed by that member to be sourced from a renewable

energy source, but does not intend to claim carbon neutral supply of electricity in accordance with NCOS standards. Accordingly, they do not require

100% of the LGCs associated with their consumption to be voluntarily surrendered (i.e. mandatory RPP% + % voluntary = 100% renewable energy).

Under this option, the Successful Tenderer will manage the LGCs which the Tenderer requires to discharge its mandatory LGC surrender obligations

for each member under the RE Act in line with the appropriate RPP in each year. Accordingly, under this option, the Tenderer will not be entitled to

charge a Retailer’s RET Compliance Charge (associated with electricity sold to the member) to the member under the Contract.



Option 3: Applies to the MREP Group member who requires a specified number of Project LGCs but does not require any electricity under the

Contract. All of the acquired Project LGCs are to be voluntarily surrendered and there will be no RET Compliance activity required by the Tenderer

under the Contract (because no electricity is being sold under the Contract).

Option 4: Applies to the MREP Group member who requires 100% of the electricity consumed by that member to be sourced from a renewable energy

source and a volume of Project LGCs sufficient only to meet the Successful Tenderer's own LGC surrender obligations under the RE Act associated

with the electricity sold to the member under the Contract. The successful Tenderer will use the Project LGCs to discharge the Tenderer's LGC

surrender obligations on behalf of the member under the RE Act in-line with the appropriate RPP in each given year of the Contract. Accordingly, under

this option, the Tenderer will not be entitled to charge a Retailer’s RET Compliance Charge (associated with electricity sold to the member) to the

member under the Contract.

Table 4: Sale Commencement Date, and summary of load and LGC requirements

Note: for confidentiality reasons, the contents of table 4 have been removed.

Organisation Anticipated Sale

Commencement Date (day / month / year)

Annual load as per NMI

data supplied (MWh)

Revised load to be used

for submission

(MWh)1

Reason for variance between NMI data as supplied and load to be considered in

submitting tender response

Annual voluntary LGC requirement

option

Annual LGC compliance period end

1 orange values indicated account types to be impacted by a change in energy management practices. Numbers in black correspond to the sum total of NMI

data for the member organisation as supplied at the time of issuing the tender.



Organisation Anticipated Sale

Commencement Date (day / month / year)

Annual load as per NMI

data supplied (MWh)

Revised load to be used

for submission

(MWh)1

Reason for variance between NMI data as supplied and load to be considered in

submitting tender response

Annual voluntary LGC requirement

option

Annual LGC compliance period end

TOTAL 115,068 111,445

.

If the Project has not generated the required volume of Project LGCs at the end of the annual LGC compliance period for an MREP Group member, as

specified in Table 4, the Successful Tenderer is required to supply alternative LGCs at the contracted price from a comparable source at the same price as that

quoted for Project LGCs in its Tender (see clause 4.5 of the Contract).

The Successful Tenderer will provide an update to each MREP Group member about the forecasted volume of Project LGCs to be created in the online REC

Registry system on a six monthly basis on and from the Sale Commencement Date. The Successful Tenderer is required to manage the voluntary surrender of

the required volume of Project LGCs in accordance with the relevant provisions of the RE Act for each MREP Group member except the members listed below

which will require the certificates to be transferred into their respective REC Registry account (see clause 4.2 of the Contract):

Note: for confidentiality reasons, the organisations have been removed.



3. Pricing Model

Tenderers are requested to respond to a pricing model comprising of four key pricing elements. The term

applicable to each pricing element, as well as the price escalation allowed varies under the different

elements. Table 5 below provides an overview of the applicability of the different pricing elements and the

pricing model and terms applicable to each element.

Table 5: Summary of pricing model

Price element 1

Mismatched2

2

Mismatched

3

Matched 3

4

LGCs

Applicable to consumption by large accounts

Applicable to consumption by unmetered accounts

Applicable to consumption by small accounts

Allowing for inflation adjustment No Yes

Period for which rate is fixed 2 years 10 + 3 years option

Each of the price elements are discussed in more detail below:

Price Element 1 applies to the Mismatched Component of the electricity consumed by Large and

Unmetered Site Accounts. The rate must be fixed in nominal terms, unadjusted for inflation for a two

(2) year period. It must be expressed as a separately itemised rate inclusive of the commodity price,

the retailer margin, hedging cost and all other charges that may apply to a ‘bundled’ billing structure

for these account types. However, this rate should be stated separately for Large Site and Unmetered

Site accounts as provided for in returnable Schedule 14.3. This rate will be included in the Contract

as the "Mismatched Energy Rate" for these two account categories. Combined with Price Element 3,

a blended Large and Unmetered Site Energy Price (i.e. weighted average based on the matched and

mismatched component as illustrated in Table 6) will be determined.

Price Element 2 applies to the Mismatched Component of the electricity consumed by Small Site

Accounts, as well as all Small Site Account that do not have interval data. The rate must be fixed in

nominal terms, unadjusted for inflation for a two (2) year period. It must be expressed as a separately

itemised rate inclusive of the commodity price, the retailer margin, hedging cost and all other charges

that may apply to a ‘bundled’ billing structure for these account types. This rate is to be included in

the Contract as the "Small Site Mismatched Energy Rate". Combined with Price Element 3, a blended

Small Site Energy Price (i.e. weighted average based on the matched and mismatched component

as illustrated in Table 6) will be determined.

Price Element 3 applies to the Matched Component of the electricity consumed by all accounts for

which interval data have been provided (or can be derived as provided for in the case of Unmetered

Site Accounts in Section 2 above). The rate must be fixed in real terms for the duration of the

2 Mismatched Component of the electricity consumed (i.e. the commodity) means the portion of the electricity demanded in any half

hour by the MREP Group member that is in excess of the electricity generated by the renewable energy project in that same half an

hour period.

3 Matched Component of the electricity consumed (i.e. the commodity) means the portion of the electricity demanded in any half

hour by the MREP Group that coincides with the electricity generated by the renewable energy project in that same half an hour

period.



Contract (i.e. inflation adjustment is therefore provided for / a nominal rate bid by the Tenderer must

increase in line with the assumed inflation rate as provided for in returnable schedule 14.2). This

single rate is expected to be backed by a PPA with the Developer in respect of the Project, and will

include the commodity price as well as any Tenderer's margin on this component of the overall

product. This rate is to be included in the Contract as the "Matched Energy Rate". The Tenderer is

required to nominate a minimum volume of supply that this price will apply to for the duration of the

contract. This is referred to as the ‘Guaranteed matched energy proportion’ in Schedule 14.3 and is

discussed in further detail below.

Price Element 4 applies to Project Large Generation Certificates (LGCs) required by MREP Group

members. The rate must be fixed in real terms for the duration of the Contract (i.e. inflation

adjustment is therefore provided for / a nominal rate bid by the Tenderer must increase in line with

the assumed inflation rate as provided for in returnable schedule 14.2). This rate must be provided,

inclusive of the Tenderer's margin. This price element will be included in the Contract as the "Project

Green Benefits Price". Tenderers are required to quote a single LGCs price for the MREP Group,

taking account of the aggregate volume of LGCs required by the MREP Group members,

Based on this pricing structure the blended rate per MWh, excluding pass-through cost and account

based retailer charges will be calculated as set out in Table 6 below Pricing element 4 will be applied with

due consideration of the LGC volume option selected by the respective MREP members as per Table 4.

Table 6: Calculation of the blended rates per account types

Account Category

Blended rate formula Price references in GERSA

Large Sites (Price Element 1 x Mismatched Proportion) + (Price Element 3 x Matched Proportion)

Large Site Energy Price

Unmetered Sites

(Price Element 1 x Mismatched Proportion) + (Price Element 3 x Matched

Proportion) Unmetered Site Energy Price

Small Sites (Price Element 2 x Mismatched Proportion for sites where interval data is available, plus all consumption from sites which do not have interval data) + (Price Element 3 x Matched Proportion of sites with interval data)

Small Site Energy Price

Pass-through cost (i.e. network charges and environmental) must not be included in the respective price

elements discussed above. Schedule 14.3 does however request Tenderers to provide estimates in this

regard, as applicable to Victoria and other geographic jurisdictions for which pricing is submitted.

The retail price applicable to the Mismatched Component of the commodity (i.e. Price Element 1) for

Large Site accounts, as well as the Small Site and Unmetered Site accounts (i.e. Price Element 2) will be

reviewed biennially (i.e. every two years). With the first Sale Commencement Date currently anticipated to

be 1 January 2018, the price review dates for Price Elements 1 and 2 will be:

1 January 2020

1 January 2022

1 January 2024

1 January 2026

In the event that a further 3 year extension of this contract is agreed to, two further price re-set dates will

apply for price elements 1 and 2, namely 1 January 2028 which will apply for two calendar years and 1

January 2030 which will apply to 2030 only (see clause 7.5 of the Contract).



The prices quoted for the Mismatched Component of the commodity in a Tender will be reflective of

market conditions at the time of that Tender or at the time the GERSA is concluded. The Successful

Tenderer will be required to restate Price Elements 1 and 2, sixty (60) days prior to the Sale

Commencement Date for the Contract (or the first Sale Commencement Date to occur under a Contract,

where the Sale Commencement Date under each Contract is not the same). Any adjustments to those

prices will be benchmarked by an independent energy market specialist appointed by the MREP Group.

The approach may take into account the premium / discount quoted for the commodity (i.e. wholesale

electricity) against the futures market at the time of this Tender versus the discount / premium of the

adjusted rates sixty (60) days prior to commencement of the Contract and each review thereafter.

Similarly, for the biennial rate reviews, the rates provided will be benchmarked by an independent energy

market specialist appointed by the MREP Group.

Tenderers are requested to provide a guarantee of the proportion of the Matched Component of the

commodity to the total supply of the commodity in any given year (Matched Energy Proportion), to which

Price Element 3 will apply. The Matched Energy Proportion must be specified in the Tender as per the

returnable schedule 14.3 and specified in the Contract as the "Matched Energy Proportion". This ratio is

to be set based on the assumption that the customer load profile remains static over the contract term. In

the instance that customer profiles shift, the retailer will have the opportunity to adjust the matched ratio

at the 2 year price review. Tenderers are asked to provide details of how they propose to undertake this

adjustment in Schedule 14.

As per the returnable pricing schedule (i.e. Schedule 14), Tenderers are also required to provide firm

pricing for the first two years of supply for each account category (i.e. the Large Site Energy Price, Small

Site Energy Price, and Unmetered Site Energy Price), including a total combined retail price (i.e. all

charges excluding pass-through costs), reflective of the weighted average of both the Matched and

Mismatched Components. The Project Green Benefits Price should be itemised separately.

The Contract will provide for an "Authorised Load Variation", which will allow each MREP Group member

to adjust its forecast load. Tenderers are required to allow for a variance of + / - 20% per MREP Group

member.

4. Project LGC

Tenderers will be required to demonstrate how they propose Project LGCs will be transferred and

surrendered (in the instance the customer doesn't hold a REC registry account).

In lieu of the finalisation of the GreenPower Connect product (as a possible solution), Tenderers will be

required to propose an approach they see as best fit for the MREP Group members to verify the source

and demonstrate additionality (as may be applicable under the respective LGC Volume options) of Project

LGCs under this Contract.

5. Performance requirements

All Tenders will be evaluated in accordance with the Eligibility Criteria and Performance Evaluation

Criteria described in Section 15: Evaluation Criteria (Part B − Conditions of Tendering). Requirements

under each of the criteria are set out below.

Eligibility Criteria

The following selection criteria may be evaluated but will not be weighted. The Eligibility Criteria detail

mandatory compliance thresholds which Tenderers should meet or exceed. Failure in this regard may

result in disqualification of the Tenderer, with no further evaluation conducted.

Completeness (EL 1)



Tenderers must submit a fully completed Tender by the specified Tender Closing Date and Time. During

the evaluation of a Tender it is possible that a Tenderer may be excluded from further evaluation at the

absolute discretion of the evaluation committee, including for, amongst other reasons, where a Tender is

not in accordance with these Tender Documents or a Tender does not meet the objectives for this

Invitation to Tender.

Legal Entity (EL 2 and 3)

All Tenderers must be a non-tax exempt Australian company incorporated under the Corporations Act

2001, or a wholly owned Commonwealth or Australian State or Territory government body. Joint and or

consortia Tenders will be accepted in accordance with section 5 of Part B (Conditions of Tendering).

Tenderers must not be a trust or trustees of a trust. The binding offer to (among other things) enter into

each Contract in the form set out in Part E – Returnable Schedules, Schedule 1 must be from a single

legal entity (being the entity that it is proposed enter into each Contract) (see Part B – Conditions of

Tendering, section 5).

Financial Viability (EL 4)

A Tenderer must demonstrate that it is financially viable, i.e.:

able to successfully reach financial close in respect of the Project;

technically capable and have the financial strength to meet its obligations under the proposed

Contract in the event that the Project is delayed or fails to perform as expected;

not bankrupt, insolvent, or be in, or enter into, administration, receivership or liquidation, or take

advantage of any statute for the relief of insolvent debtors at any time during the Tender process.

The following documents or assessments may be requested from shortlisted or preferred Tenderers:

In relation to publicly held companies - audited (if applicable) financial statements for the last two

financial returns and/or a copy of the organisation’s Annual Report for the past two (2) financial

years.

In relation to privately held companies - Financial statements for the past two (2) years, or at

Procurement Australia's discretion, Directors’ guarantees may be accepted.

Procurement Australia or Advisors may request Tenderers to provide information for the

purposes of undertaking a financial viability assessment.

The MREP Group reserves the right at any time to not proceed with the consideration of any Tender if it

considers the Tenderer's financial capacity is not acceptable in its absolute discretion having regard to the

risk assessment.

Retail Service Capacity and capability to bring a renewable energy project to market (EL 5)

Each member of the MREP Group will enter into a separate GERSA with the Successful Tenderer. A

Tenderer must have the capability and a successful track record in providing electricity retail services to

customers similar in size and complexity to the MREP Group members – specifically, customers with

similar number and type of electricity accounts and electrical load.

A Tenderer must be licenced to provide electricity retail services in Victoria. Two MREP Group

organisations would also like the option for the inclusion of small accounts outside of the Victorian market

in the Contract. If Tenderers wish to submit an offer to include these sites, Tenderers must be licenced to

provide electricity retail services in each relevant jurisdiction.



Corporate Reputation (EL 6 and 7)

A Tenderer must not have had a judicial decision relating to employee entitlements made against it (not

including decisions under appeal) and not have paid the claim. It is also essential that a Tenderer must

not have been named as an organisation that has not complied with the Equal Opportunity for Women in

the Workplace Act 1999 (Cth).

Compliance (EL 8 to 11)

Tenders must be in accordance with the conditions specified in this Invitation to Tender.

Tenders must be for the supply of LGC’s and electricity from a new (yet to be constructed and without an

existing offtake agreement for power and / or LGCs other than the PPA between the proposed Developer

and the Tenderer for the purpose of the Tender), large scale renewable energy project which must be

able to connect to the National Electricity Market (NEM). The renewable energy project must be

completed and operational by the Sale Completion Date, however, the GERSAs may be entered into prior

to and after this date as specified.

No clearing of native bush/habitat by the Developer has or will occur, without offsetting the impact on

habitat degradation through recognised bio banking mechanisms.

The renewable energy project must not involve the use of biomass fuel sources.

Performance Evaluation Criteria

Evaluation of Tenders against the Performance Evaluation Criteria will include a minimum requirement in

order for Tenders to be deemed Conforming. Tenderers must address each Performance Evaluation

Criteria in their Tender. Tenders will be shortlisted based on evaluation against the Performance

Evaluation Criteria. Tenders that do not achieve a minimum satisfactory rating against each of the

Performance Evaluation Criteria may be deemed Non-Conforming and excluded from further evaluation.

The Performance Evaluation Criteria may include, but are not limited to, the following:

Criterion Requirement

Price Tenders will be assessed on a whole of life costing basis (i.e. anticipated budget impact over the life of the Contract), with due consideration of the total direct and indirect cost of the Contract, including:

the price for delivered energy

cost of Contract management; and

price certainty, including matched proportion, risk mitigation strategies proposed and load variance allowance.

Retailer service

It is required that a Tenderer meets or exceeds the detailed service specifications as included in Schedule 14.1. This includes servicing large multi-site energy users as well as demonstrated proficiencies in billing, account management, customer service and reporting to the standard required by MREP members.

Consideration will also be given to retailer flexibility to meet requirements as specified, as well as other value added retail services offered to the MREP Group.

Tenderers that are able to demonstrate superior customer service credentials will be viewed favourably, especially with regards to:

Dedicated and responsive account management approaches.

The ability to provide a customer portal solution for access to interval data, billing data and invoices.

Ability to provide consolidated billing.




Renewable energy project delivery risk

Tenders must be able to demonstrate that any potential risks to Project completion have been identified along with processes designed to mitigate these risks. In order to evaluate the credibility and reasonableness of the Tenderer's claims that the Project will be delivered on time and to requirements, proposals will be assessed, as a minimum, against the following factors:

The Project is technically sound. Tenderers must be able to demonstrate awareness of any potential technological risks and have proven access to the chosen renewable technology.

Strong capability and track record of developers, engineering, procurement, and construction management (EPC) contractors and suppliers, as well as the retailers capability experience in bringing renewable energy projects to market (i.e. capable of identifying and mitigating key risk)

Access to finance and capability to raise funds with robust financial planning. Detailed project development and operating cost estimates have been provided, as well as robust income, expenditure and generation forecast estimates. Inclusion of grant funding sources which are subject to the Tenderer securing an offtake agreement will be allowed, if such grant funding agreements are likely to be made prior to the completion of this evaluation process.

Risk management / Project Management / Work Health and Safety Management/Quality Management / Environmental plans and standards

Tenders must be at an Advanced stage of development approval and that network access enquiries are well progressed If approvals have not been secured, the Tenderer must demonstrate that outstanding matters are minor or well progressed and do not pose a risk to timely completion of the renewable energy project.

Tenderers must have a proven track record of operating in the relevant regulatory and legal environments.

Commercial viability, with reference to key CAPEX and OPEX ratios.

Community and Environmental Benefits

Community Benefits:

The Project should promote positive outcomes amongst local communities in the vicinity of the Project(s). As a minimum, all Tenderers must provide a community engagement plan which demonstrates existing community support for the Project and how support will be maintained through the life of the Project.

Environmental Benefits:

Tenders from Tenderers demonstrating a superior approach to environmental management will be viewed favourably.

It is desired that Tenderers provide a comprehensive Sustainable Environment Management Plan which covers the development (beyond what is required for compliance), construction and operational phases of the Project. This should also be accompanied with a process to regularly record any loss of habitat as well as monitoring any possible impacts on local flora and fauna in general, as well as a clear policy for offsetting such impacts.

Tenders from Tenderers that hold interests in coal, oil, nuclear, natural gas, or engage in hydraulically fractured (‘fracking’) tight gas and the mining / processing of fossil fuels (including electricity generation) will be considered, but Tenderers that have no direct or indirect interest in these industries will be viewed favourably.

Corporate Social Responsibility

The Successful Tenderer will be required to adhere to NAB’s Supplier Sustainability Principles,

which can be viewed at https://www.nab.com.au/content/dam/nabrwd/About-Us/corporate-

responsibilty/docs/150306_group-sustainability-principles.pdf . Tenderers should outline how they

will adhere to these principles.

Victorian / Local Community

Project Location:

Projects are not limited to Victoria; however those projects which are located within Victoria will be




Economic and Promotional Benefits

favourably viewed.

Economic Development Benefits:

It is desired that Tenderers demonstrate substantial and sustained contributions/benefits, whether it be direct or indirect, to the Victorian economy. For example, these may include but are not limited to the procurement of Victorian produced goods and services, project office location, or any other demonstrable benefit will be viewed as favourable.

Employment Opportunities:

Projects that can prove enduring benefits to local businesses and communities through the utilisation and inclusion of local contractors and labour force will be seen as favourable. It is requested that Tenderers outline specific variables such as:

The expected number of jobs that will be created during the development/construction and operational stage of the Project

Employment opportunities for apprentices

Employment opportunities for Aboriginals and Torres Strait Islanders

Employment opportunities for the long-term unemployed or disadvantaged

Marketing and Communications:

Tenderers must demonstrate willingness to allow joint marketing and communication initiatives surrounding the Project by all members of the MREP Group. This includes, but is not limited to, the ability to communicate and promote with customers and stakeholders all positivity associated with the construction and operation of the Project. It is also desired that the Tenderer be flexible with other initiatives which may include:

Willingness to co-brand the Project with the members of the MREP Group

Project site access which allows for student or staff tours or visits and other reasonable events

Ability to take photographs, and access promotional photographs,

The use of photographs in corporate publications and for promotional purposes / co-branding and marketing

Media friendly Project updates throughout the Project lifecycle




Project»

Part E − Returnable Schedules



Index of Returnable Schedules

Schedule 1 – Tenderer's Binding Offer

Schedule 2 – Contact Information

Schedule 3 − Non-compliances

Schedule 4 – Referees

Schedule 5 – Insurances

Schedule 6 – Letter(s) of

Schedule 7 – Eligibility self-assessment

Schedule 8 – Project identification

Schedule 9 – Project readiness

Schedule 10 – Capability and Experience

Schedule 11 – Community and environmental management

Schedule 12 – Victorian / Local Community Economic and Promotional Benefits

Schedule 13 – Marketing and Communication

Schedule 14 – Service requirements, key financial assumptions, bid price and

renewable energy project financial model

Schedule 15 – Additional value add

Schedule 16 – Schedule of Addenda

Schedule 17 – Collusive Tendering Statutory Declaration

Schedule 18 - Developer's Letter of Acknowledgment

Schedule 19 – Final Form PPA and associated documents

Schedule 20 – Form of Direct Payment Deed



– Tenderer's Binding Offer Schedule 1

«Contract_Number» - «Contract_Title»

Tenderer

(Legal Entity name and full trading name):

ACN:

ABN:

Contact Person: Title:

Registered Office Address: Corporation Business Address:

Postal Address for Correspondence:

Telephone: Facsimile: Mobile:

Email: Website:

Legal Status:

Tenderer's offer, undertaking, representations and warranties

The Tenderer named above acknowledges that it has fully acquainted itself with the Tender Documents and all

matters relating to the proposed Contract and agrees that by submitting this Tender, it agrees to the Conditions of

Tendering set out in Part B – Conditions of Tendering of the Tender Documents and irrevocably and

unconditionally:

(a) offers for the Validity Period to enter into a Contract with each member of the MREP Group in the

form set out in Part C - Proposed Contract Terms, section 2 of the Tender Documents, subject to any

non-compliances identified by the Tenderer in Part E – Returnable Schedules, Schedule 3 of its

Tender and any non-complying service feature listed in Schedule 14.1, and incorporating the

customer-specific details and options applicable to that member (including load and prices as set out

in table 4 of section 2 of Part D – Specifications of the Tender Documents and Part E – Returnable

Schedules, Schedule 14 of its Tender); and

(b) undertakes for the Validity Period that, if it is a Successful Tenderer, it will enter into a Power

Purchase Agreement with the Developer in the form included in its Tender as Part E – Returnable

Schedules, Schedule 19 (with any additional amendments agreed to by the Tenderer, the Developer

and the MREP Group), which includes provisions which address, to the MREP Group's satisfaction,

the Key PPA Terms set out in Part C - Proposed Contract Terms, section 3, subject to any non-

compliances identified by the Tenderer in Part E – Returnable Schedules, Schedule 3.

By submitting this Tender, the Tenderer warrants and represents that:

(a) all of the information provided in its Tender is true and correct;

(b) it has made its own enquires and investigations and has obtained professional advice and all other

relevant information so as to inform itself of all risks and contingencies which may affect its Tender;

(c) all parties nominated in this Tender response including the Developer and internal departments are

aware and conversant with the terms and conditions of the proposed Contract and this Tender; and

(d) it has included for all such risks and contingencies in its submitted prices and rates.

Capitalised terms used in this letter have the meaning given to them in the Tender Documents.

CONFLICTS OF INTEREST

The Tenderer shall confirm whether there exist any interests, relationships (including those of family

members and employees) or clients that may or do give rise to a conflict of interest: Yes No

☐ ☐



If “Yes”, as an attachment to this Tender, the Tenderer shall detail the area in which that conflict or

potential conflict does or may arise and provide details of strategies for preventing conflicts of interest.

Executed by Authorised Officer of the Tenderer who has

delegated authority to submit this Tender: Signature:

(Print Name & Title):

Date of offer:

Signature of witness:

(Print Name & Title):

Attachments are not required to be added to this schedule except in relation to conflicts of

interest.


Commercial in Confidence © 48

– Contact Information Schedule 2

National Supplier Contact

Details Key Account National Manager

Name

Position Title

Postal Address

Physical Address

Telephone

Mobile

Facsimile

E-mail Address

Web Page



– Non-compliances Schedule 3

The Tenderer must set out below in the relevant table any area where it does not fully comply with

these Tender Documents, including the holding of required insurance and compliance with any terms

and conditions.

Does your company have any non-compliance?

No.

Yes. Provide details of any non-compliance in the relevant table below

NOTE: By stating that there are no non-compliances, the Tenderer is deemed to be in full agreement

with the Tender Documents including Part C – Proposed Contract Terms.

1 – General Non-Compliances

Clause Number/ Heading Details of Non-Compliance

2 - Non-compliances with terms of Contract

Contract clause ref.

Details of Non-Compliance (including nature, extent and reasons)

Proposed amendment to Contract (if any)



Contract clause ref.


Proposed amendment to Contract (if any)

3 – Non-compliances with Key PPA Terms

Key PPA Term clause ref.


Proposed amendment to Key PPA Terms (if any)

Attachments are not required to be added to this schedule.



– Referees Schedule 4

Please provide a minimum of three referees

Area of evaluation Service / project description and relevance to this Tender Name / Organisation Contact details

Retail services to comparable customers

Renewable energy project development and / or offtake

Renewable energy project development - community engagement credentials



– Insurances Schedule 5

5.1 Insurance cover

Do you have insurance cover in place or plan to take out insurance to cover the following risks specific to

the scope of this Tender submission? Where relevant please attach quotes or certificates.

Project

phase

Risk category

covered / Class of

insurance

Covered or

proposed to

be covered?

Comments, including value of cover

($)

Retailer

Generator Force

Majeure Yes/No

Market Cap Yes/No

Other Specify

(override text) Yes/No

Other Specify


Construction

Contract works Yes/No

Delay in start up Yes/No

Marine transit Yes/No

Public and products

liability Yes/No

Other Specify


Other Specify


Operations

(Renewable

energy

project)

Public and products

liability Yes/No

Employer liability and

worker’s

compensation

Yes/No

Other Specify


Other Specify




– Letter(s) of acknowledgement letter from Schedule 6

developer(s)

Where the response represents a consortium of bidders, a Letter of Support from the supporting

bidders demonstrating support to the consortium bid should be attached.



– Eligibility self-assessment Schedule 7

Eligibility

Criteria Description

Conforms?

(Yes/No)

EL 1 A Tenderer must submit a completed Tenderer's Binding Offer (in the form

set out in Part E – Returnable Schedules, Schedule 1) and all required

attachments by the specified Tender Closing Date and Time.

Yes/No

EL 2 The binding offer to (among other things) enter into each Contract in the

form set out in Part E – Returnable Schedules, Schedule 1 must be from a

single legal entity (being the entity that it is proposed enter into each

Contract).

Yes/No

EL 3 A Tenderer must be a non-tax exempt Australian company incorporated

under the Corporations Act 2001 or a wholly or majority owned

Commonwealth or Australian state or territory government body.

A Tenderer must not be a trust or trustees of a trust.

Yes/No

EL 4 A Tenderer must demonstrate that it is financially viable, i.e.:

able to successfully reach financial close in respect of the

renewable energy project;

technically capable and have the financial strength to meet its

obligations under the proposed Contract in the event that the

renewable energy project is delayed or fails to perform as

expected;

not bankrupt, insolvent, or be in, or enter into, administration,

receivership or liquidation, or take advantage of any statute for the

relief of insolvent debtors at any time during the Tender process.

Yes/No

EL 5 A Tenderer must have a track record of servicing large energy users

(billing and reporting) and the Developer must have the capability to

deliver the renewable energy project.

Yes/No

EL 6 A Tenderer or Developer must not have had a judicial decision relating to

employee entitlements made against it (not including decisions under

appeal) and not have paid the claim.

Yes/No

EL 7 A Tenderer or Developer must not have been named as an organisation

that has not complied with the Equal Opportunity for Women in the

Workplace Act 1999 (Cth).

Yes/No

EL 8 Tenders must be for a new (yet to be constructed and without an existing

offtake agreement for power and / or LGCs other than the PPA between

the proposed Developer and the Tenderer for the purpose of the Tender),

large scale renewable energy generating system to be connected to the

NEM.

Yes/No

EL 9 Tenders must be in an appropriate stage of connecting the renewable

energy project to the NEM so as to achieve electricity delivery within

contracted timeframes.

Yes/No



EL 10 No clearing of native bush/habitat by the Developer has or will occur,

without offsetting the impact on habitat degradation through recognised

bio banking mechanisms.

Yes/No

EL 11 The renewable energy project must not involve the use of biomass fuels. Yes/No



– Project identification Schedule 8

Please prepare a separate schedule for each renewable energy project proposed as part of your

Tender.

Project Name (short title):

Where is the project located? Select State Town/Locality

(Specify)

Please specify the energy source Select Source

Project capacity and output Unit Value

MWAC MWDC

Generating capacity

Capacity factor4 %

P90 P50

Annual Generation rate MWh pa

What evidence can you provide to support your estimate of the expected annual generation? Please attach relevant

reports, whilst highlighting reports commissioned, professionals engaged in the assessment of the renewable

energy resource and the length of time for which data is available.

[maximum 150 words]

4 Annualised over project life



– Project readiness Schedule 9


Tender.

S9.1: Access to funds

Access to finance? Yes/No

What is the financing structure (%) supporting the bid prices submitted (Schedule 14)?

Debt

Grant funding - application submitted? Yes/No

Equity

100% Total

Please attach supporting evidence:

Debt S9.1.1 Letter(s) of intent from financiers

Grant funding S9.1.2 Proof of submission / shortlist and timeline of agency reviewing the

application

Equity S9.1.3 Parent company letter of support where applicable

S9.2: Development approval

Has development approval been obtained? Yes/No

Approval authority?

Date upon which DA expires?

If no, please provide details of status in the space provided (Attach evidence as appropriate as Schedule 9.2.1)

[maximum 150 words]

(i.e. proposed pathway to secure development approval in time to supply power at committed capacity to

the NEM by the anticipated Sale Commencement Date (mid- 2018), or list outstanding matters and

action plan for resolution)



S9.3: Access to land

Has an option on the land been secured? Yes/No

If yes, who owns the land at present Select from list

Please attach supporting evidence:

Land secured S9.3.1 Letter of intent from land owner to sell or lease land subject to

securing an offtake agreement, valid until the end of FY2018

S9.4: Network connection

Has approval for a network connection been

obtained? Yes/No If yes attach evidence as S9.4.1

If no, please provide details of status in the space provided (Attach evidence as appropriate as Schedule D9.2)

[maximum 300 words]

(i.e. site / network investigations undertaken, proposed pathway to secure approval, or list outstanding

matters and action plan for resolution)



S9.5: Project milestone schedule

Assuming a decision on awarding this contract is made in September 2016, please provide a high level project

milestone plan by completing the table below.

Milestone Date

Submit application for development approval, including Environmental Impact

Statement

Click here to enter

a date.

Obtain required interest in land Click here to enter

a date.

Secure funds for implementation of proposal through appropriate agreements

with equity investors and/or financial institutions (‘financial close’)

Click here to enter

a date.

Development approval obtained and all other environmental, planning and

building approvals required by law to construct generating system obtained,

including under the Environment Protection and Biodiversity Conservation Act

1999 (Cth), if required

Click here to enter

a date.

Commence construction of generating system Click here to enter

a date.

Execute connection agreement with network service provider Click here to enter

a date.

Obtain registration as a generator, or exemptions as required under the

National Electricity Rules

Click here to enter

a date.

Connect and supply electricity to the electricity network (Completion Date) Click here to enter

a date.

Date upon which first GERSAs with customers will commence. Click here to enter

a date.

S9.6 Concluding retail agreements

How much lead time is required to conclude contract negotiations with individual MREP Group members?

How much time should be allowed to conclude negotiations of Contracts with all MREP Group members?



S9.6: Project risk register

Please attach a risk register (in tabular format) which adheres to the principles contained in ISO 3100. At a

minimum the schedule should include:

• Risk description per project phase

• Risk owner

• Risk rating without controls / mitigation

• Controls / mitigating actions

• Residual risk rating (with controls / mitigation applied)

Please include the risk assessment and rating framework used to support the interpretation of the risk schedule.



– Capability and Experience Schedule 10

10. 1: Corporate structure

Please provide an overview of the legal entity (or consortium) submitting the Tender. Evidence should include:

a diagram setting out the commercial and legal relationships between all entities participating in the

Tender; and

a description of each entity and their role in the Tender.

Please limit the description of the corporate structure to a maximum of three pages.

10.2: Tenderer capability

Please describe your capability in delivering projects of this nature, including your experience and /or the

Developer's experience in:

bringing renewable energy projects of this scale to market (See Schedule 10.4), including

appropriate risk management;

management of renewable energy PPAs;

electricity retailing.

Responses should be limited to three pages, in addition to the response to Schedule 10.3. Tenderers may

provide internet references / web-links to further support their response.

10.3: Sub-contractors

Please provide a list of sub-contractors and advisors engaged or proposed to be engaged in the proposed

Project, including:

company name (and ABN in the case of sub-contractors);

role / area of specialisation;

whether they have been engaged in preparing this Tender.

This may include key equipment suppliers shortlisted / contracted and the warranty and performance

guarantee provided by them.



10.4: Past renewable energy projects

Please provide a list of the most recent projects of a similar scale undertaken by the Tenderer [/ members of the bidding consortium] that demonstrate your capability

to deliver the Project. Delete / add additional rows as appropriate.

Project name Project Location Name of Consortium Member and role on

project listed below

Wind, Solar or other? Project Size (Select

capacity or contract value) Project

Status

Select Source $-mil or MW Select












– Community and environmental management Schedule 11


Tender.

11.1 Community engagement to date

Please attach a copy of your community engagement strategy and plan for the full life of the Project as Schedule

11.1, as well as provide a brief description of your community engagement strategy below (i.e. approach and

high level activities to date). Highlight successes, as well as challenges to date. Provide details of how you have

dealt with / plan to deal with the challenges.

[maximum 500 words]



11.2 Community benefits sharing

Please provide details on how you intend sharing the benefits of the Project with local communities.

[maximum 500 words]



11.3 Environmental Management

Please attach a copy of your Project-specific environmental management strategy and plan, as well as provide

detail of your how you plan to implement the plan throughout the lifecycle of the Project to ensure habitat

destruction is avoided or mitigated and that flora and fauna are protected on site and in the vicinity of the site.

Tenderers must also include a statement identifying:

your interests, directly or indirectly, in fossil fuels;

previous breaches of environmental laws; and

your environmental record and demonstrated support for the renewable energy sector.

[maximum 500 words]

11.4 NAB Supplier Sustainability Principles

Please provide a statement on how you will adhere to NAB’s Supplier Sustainability Principles which can be

viewed at https://www.nab.com.au/vgnmedia/downld/NABSupplierSustainabilityPrinciples.pdf .

[Please provide attachment]

https://www.nab.com.au/vgnmedia/downld/NABSupplierSustainabilityPrinciples.pdf



– Victorian / Local Community Economic and Schedule 12

Promotional Benefits

Please provide an estimate of the likely contribution of the Project to the local community, as well as the Victoria

and Australian economy:

Unit Local VIC Other Total

Jobs during construction stage FTE5

Jobs during operation stage FTE pa

Operating Expenditure % 100%

What evidence can you provide to support the above estimate?

[maximum 500words]

e.g. please reference external studies supporting your assumptions if appropriate

5 FTE refers to full time equivalent (i.e. one full time job for two years will be expressed as 2 FTEs or 1 FTE pa)



What other benefits to the local community, Victoria or the Australian economy could in your view be

attributed to the Project if it goes ahead?

[maximum 500 words]



– Marketing and Communication Schedule 13

Please provide details of how you intend to collaborate with the MREP Group in creating awareness of the

Project, what marketing and communication initiatives you intend to implement and how this will be of benefit

to the MREP Group.

[maximum 500 words]



– Service requirements, key financial Schedule 14

assumptions, bid price and renewable energy

project financial model

Please refer to the relevant MS Excel Templates and attach to this schedule.

In addition please attach evidence in support of the robustness of the developer’s financial model, energy

yield and guaranteed matched proportion included in returnable schedules 14.3 and 14.4:

Statement signed by an external auditor that they reviewed the financial model of the developer

(P90).

Energy yield data to support the P90 output for the project. A report by an independent expert to

support the claimed P90 output would be favourably viewed.

Analysis by the retailer to support the guaranteed matched component.

Please propose how changes in customer load profile (discussed in Part D section 3) that may impact the

guaranteed matched component is proposed to be dealt with, as well as specify other conditions that will

be applied to the load profile guarantee.

Please provide details of strategies you would recommend the MREP Group consider to reduce the risk

premium included in your Tender. Clearly articulate what the impact will be on each price element if such a

strategy is adopted by the MREP Group.

[maximum 500 words]



– Additional value add Schedule 15

Please provide details of any value added services that would be of benefit to the MREP Group. This should

include details of how the Tenderer proposes to provide independent verification of the origin of renewable

energy / LGCs sourced by the MREP Group under the Contract.

[maximum 300 words]



– Schedule of Addenda Schedule 16

The Tenderer shall include acknowledgement of any addenda that have been issued by Procurement

Australia in accordance with Part B - Conditions of Tendering, section 7 in this Schedule.

Addenda # Issue date Confirmation addenda read and understood

1

2

3

4

5

Note: Tenderers shall confirm receipt of copies of addenda notices (if issued prior to the Tender Closing

Date and Time) by signing and returning them with their Tender.




– Collusive Tendering Statutory Schedule 17

Declaration Collusive Tendering Statutory Declaration

I, ..........................................................……………………………………………………....do solemnly and sincerely

declare that:

1.0 Definitions

In this Statutory Declaration:

“Bidders” means any Tenderers for the Contract and includes the Tenderer;

“The Contract” means the Contract that the Tenderer to which this Statutory Declaration is annexed pertains;

“Industry Association” means any organisation of which Bidders are members;

“The Tenderer” means (insert name of company, other body corporate, firm or individual)

...................................................................................………………………………………………............. ; and

“Tender Price” means the amount indicated by a Bidder as the lowest amount for which that Bidder is

prepared to perform the Contract.

2.0 Introduction

I am the Tenderer and make this declaration on my own behalf. or

2.1 I hold the position of (insert Managing Director or other title)

...................................................................

of the Tenderer and am duly authorised by the Tenderer to make this declaration on its behalf.

2.2 I make this declaration on behalf of the Tenderer and on behalf of myself.

3.0 No Knowledge of Tender Prices

Prior to the Tenderer submitting its tender for the Contract, neither the Tenderer, nor any of its employees or

agents, had any knowledge of the Tender Price or proposed Tender Price of any other Bidder who

submitted, or of any person, company, other body corporate or firm that proposed to submit, a for the

Contract.

4.0 Disclosure of Tender Price

Prior to the close of tenders for the Contract, neither the Tenderer, nor any of its employees or agents,

disclosed the Tenderer’s Tender Price to:

4.1 any other Bidder who submitted a tender for the Contract;

4.2 any person, company, other body corporate or firm proposing to submit a tender for the Contract;

or

4.3 any person or organisation connected or associated with a Bidder, person, company, other body

corporate or firm of a kind referred to in Clauses 4.1 or 4.2.

5.0 Provision of Information

Neither the Tenderer, nor any of its employees or agents, has provided information to:

5.1 any other Bidder who has submitted a tender for the Contract;

5.2 any person, company, other body corporate or firm proposing to submit a tender for the Contract; or

5.3 any other person, company, other body corporate or firm for the purpose of assisting in the

preparation of a tender for the Contract.

6.0 Genuine Competition

The Tenderer is genuinely competing for the Contract.

7.0 Industry Association Agreements

Neither the Tenderer, nor any of its employees or agents has entered into any contract, agreement,

arrangement or understanding, other than as disclosed to Procurement Australia in the Tenderer’s Tender,

that the successful Bidder for the Contract will pay any money to, or provide any other benefit or other

financial advantage to, an Industry Association in respect of the Contract.

8.0 Unsuccessful Tenderers` Fees

Neither the Tenderer, nor any of its employees or agents, has entered into any contract, agreement,

arrangement or understanding that the successful Bidder for the Contract will pay any money to, or provide

any other benefit or other financial advantage to, any other Bidder who unsuccessfully tendered for the

Contract.

9.0 Qualifications to Tenders



Neither the Tenderer nor any of its employees or agents, has entered into any contract, agreement,

arrangement or understanding that Bidders for the Contract would include an identical or similar condition or

qualification in their Tenders for the Contract. I acknowledge that this declaration is true and correct, and I

make it in the belief that a person making a false declaration is liable to the penalties of perjury.

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Signature of Authorised Person

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Signature of Witness

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Name of Authorised Person

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Name of Witness

Dated: . . . . . . . . . . . . . . . . . . . . . . . . . . Dated: . . . . . . . . . . . . . . . . . . . . . . . . . .




– Developer's Letter of Acknowledgment Schedule 18

Note: Each Tender must include a Developer's Letter of Acknowledgment which must at a minimum

contain the information set out in Part B - Conditions of Tendering, section 2.



– Final Form PPA and associated Schedule 19

documents

NOTE: Please refer to Part B – Conditions of Tendering, section 2 for details of the documents to be

included in this Schedule.



Form of Direct Payment Deed Schedule 20

NOTE: Please refer to Part C – Proposed Contract Terms, section 1, for details of the documents (if any)

to be included with this Schedule.